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OSS1E9 The Last Laugh
Plot At a boardwalk, two criminals try to escape in a rowboat. However, something pulls one overboard. That something is Ripjaws. He chases the second crook from under the boardwalk, comes up onto it, and chases some more. The crook accidentally lights a fire, trapping Ripjaws. Ripjaws can't breathe in the fire, so he punches through the boardwalk and comes up underneath the criminal, subduing him. The police arrest him and Ripjaws jumps back into the water. In the Rustbucket, Gwen notices an ad for a circus. Gwen and Max want to go, but Ben tries to get out of it. Finally, he concedes. The circus is very crowded, but Ben seems distracted. A barker introduces the freaks: Thumbskull, who is extremely strong, Frightwig, with prehensile hair, and Acid Breath, who is self-explanatory. Ben wanders off and sees the clown, Zombozo, who frightens him. Gwen confronts him, but Ben denies being afraid. At the circus, everyone laughs at Zombozo, who is hooked up to a strange machine. Ben excuses himself. Outside of the circus, Ben hears a crash and sees the Freaks robbing a store. The freaks start to steal everything of value in sight. Ben goes Wildmutt to stop them. Wildmutt attacks Thumbskull first, and then gets to the others. The freaks battle Wildmutt, but he defeats them easily. Thumbskull runs and gets Zombozo. Zombozo arrives at the battle, and Wildmutt cowers from him. The freaks all attack him at once, bringing down a metal tower on him. Zombozo leaves and Wildmutt times out. Ben crawls out of the wreckage, unharmed but scared, and falls asleep. When Ben finds Max, he is tired and Gwen and the circus are gone. Gwen and several others are being kidnapped by Zombozo and the freaks, and they have not stopped laughing. Max and Ben pursue in the Rustbucket, while Ben figures out that Zombozo kept everyone distracted during the robberies. Ben admits to Max that he's afraid of clowns. Max falls asleep at the wheel on a road on a cliff, and Ben tries to keep the Rustbucket on the road. He fails, and it careens into the forest. Ben uses the brakes to keep it from going over a ledge, narrowly succeeding. Max says that he is extremely sad, and Ben asks what happened in the circus. Max remembers the audience getting the joy sucked out of them by Zombozo's machine. At the circus, the Ben knocks over a stack of boxes, alerting the freaks to his presence. He turns into Upgrade. All three freaks attack, but they miss, and Upgrade possesses a baseball shooter. Upgrade shoots balls at Thumbskull and the others, knocking out Thumbskull, wrapping out Frightwig, and gagging and barraging Acid Breath. He proceeds into the circus, reassuring himself that he can face Zombozo. Just as he is reassure, he turns back into Ben. In the mirror maze, he hears Zombozo taunting him, and sees Zombozo in the mirrors. Ben eventually makes it to the ring with Zombozo and Gwen. Zombozo introduces his machine, the Psyclown, to Ben. He says that he feeds off of laughter. Determined to save Gwen, Ben turns into Ghostfreak. Zombozo isn't scared by Ghostfreak, but Ghostfreak says that he's more afraid of losing his family than clowns and beats up Zombozo, destroying the Psyclown and returning the joy to those that Zombozo stole from. Ghostfreak pulls back his skin to reveal what is underneath, and Zombozo explodes with fright. In the Rustbucket, Max and Gwen are okay, and Ben is no longer afraid of clowns. Impact *Ben fights Zombozo and the Circus Freaks for the first time Characters Characters *Officers *Gwen Tennyson *Max Tennyson *Ben Tennyson *Barker Villains *Criminals *Thumbskull *Frightwig *Acid Breath *Zombozo Aliens *Ripjaws *Wildmutt *Upgrade *Ghostfreak Category:Episodes Category:Ben 10 Episodes